EXHIBIT 4 STOCKHOLDERS AGREEMENTStockholders Agreement • December 30th, 1997 • Cable Systems Holding LLC • Telephone & telegraph apparatus • Delaware
Exhibit 5 CONSENT AND AGREEMENT OF TERMINATION CONSENT AND AGREEMENT OF TERMINATION dated February 22, 2000 (this "Termination Agreement") of the Amended and Restated Investors Agreement, dated as of April 9, 1998, as amended by Amendment No. 1 to the...Termination Agreement • March 2nd, 2000 • Cable Systems Holding LLC • Blank checks • Delaware
Exhibit 4 REGISTRATION RIGHTS AGREEMENT dated as of ___________ __, 2000Registration Rights Agreement • March 2nd, 2000 • Cable Systems Holding LLC • Blank checks • New York
AmongAgreement and Plan of Merger • March 2nd, 2000 • Cable Systems Holding LLC • Blank checks • Delaware
STOCKHOLDERS AGREEMENTStockholders Agreement • December 30th, 1997 • Cable Systems Holding LLC • Telephone & telegraph apparatus • Delaware
BETWEENMerger Agreement • December 30th, 1997 • Cable Systems Holding LLC • Telephone & telegraph apparatus • Delaware
Exhibit 6 JOINDER AGREEMENT IPC Communications, Inc. Wall Street Plaza 88 Pine Street New York, NY 10005 Attention: Chief Executive Officer Gentlemen: In consideration of the transfer to the undersigned of 460,294.7400 shares of Common Stock, par...Joinder Agreement • June 3rd, 1999 • Cable Systems Holding LLC • Blank checks
In consideration of the transfer to the undersigned of 460,294.7400 shares of Common Stock, par value $.01 per share, of IPC Communications, Inc., a Delaware corporation (the "COMPANY"), the undersigned agrees that it is a Permitted Transferee of Cable Systems Holding, LLC and agrees that, as of the date written below, it shall become a party to, and a Permitted Transferee as defined in, that certain Amended and Restated Investors Agreement, dated as of April 9, 1998, as such agreement may have been or may be amended from time to time (the "AGREEMENT"), among the Company and the persons named therein, and as a Permitted Transferee shall be fully bound by, and subject to, all of the covenants, terms and conditions of the Agreement that were applicable to the undersigned's transferor as though an original party thereto and shall be deemed a CSH Shareholder for purposes thereof.
EXHIBIT 1 Joint Filing Agreement In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended, each of the persons named below agrees to the joint filing of a Statement on Schedule 13D (including amendments thereto) with...Joint Filing Agreement • August 23rd, 1999 • Cable Systems Holding LLC • Blank checks
In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended, each of the persons named below agrees to the joint filing of a Statement on Schedule 13D (including amendments thereto) with respect to the common stock, par value $0.01, of IPC Communications, Inc., a Delaware corporation, and further agrees that this Joint Filing Agreement be included as an exhibit to such filings provided that, as contemplated by Section 13d-1(f)(1)(ii), no person shall be responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. This Joint Filing may be executed in any number of counterparts, all of which together shall constitute one and the same instrument.
RECITALS WHEREAS, in connection with the consummation of the transactions contemplated by the Merger Agreement, IPC issued shares of its capital stock to the parties set forth on Schedule I to the Original Agreement (the "SHAREHOLDERS"); and WHEREAS,...Investors Agreement • June 3rd, 1999 • Cable Systems Holding LLC • Blank checks
RECITALSSecurities Purchase Agreement • April 15th, 1999 • Cable Systems Holding LLC • Telephone & telegraph apparatus • New York
Exhibit 11 JOINDER AGREEMENT IPC Communications, Inc. Wall Street Plaza 88 Pine Street New York, NY 10005 Attention: Chief Executive Officer Gentlemen: In consideration of the transfer to the undersigned of 47.6190 shares of Common Stock, par value...Joinder Agreement • June 3rd, 1999 • Cable Systems Holding LLC • Blank checks
In consideration of the transfer to the undersigned of 47.6190 shares of Common Stock, par value $.01 per share, of IPC Communications, Inc., a Delaware corporation (the "COMPANY"), the undersigned agrees that he is a Permitted Transferee of Cable Systems Holding, LLC and agrees that, as of the date written below, he shall become a party to, and a Permitted Transferee as defined in, that certain Amended and Restated Investors Agreement, dated as of April 9, 1998, as such agreement may have been or may be amended from time to time (the "AGREEMENT"), among the Company and the persons named therein, and as a Permitted Transferee shall be fully bound by, and subject to, all of the covenants, terms and conditions of the Agreement that were applicable to the undersigned's transferor as though an original party thereto and shall be deemed a CSH Shareholder for purposes thereof.
such Stockholder's Shares to be counted as present thereat for purposes of establishing a quorum, and it shall vote or consent (or cause to be voted or consented), in person or by proxy, all such Stockholder's Shares, and any other voting securities...Consent and Voting Agreement • March 2nd, 2000 • Cable Systems Holding LLC • Blank checks • Delaware
AMENDED AND RESTATED INVESTORS AGREEMENT dated as of April 9, 1998 amongInvestors Agreement • April 27th, 1998 • Cable Systems Holding LLC • Telephone & telegraph apparatus • Delaware
EXHIBIT 1 Joint Filing Agreement In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended, each of the persons named below agrees to the joint filing of a Statement on Schedule 13D (including amendments thereto) with...Joint Filing Agreement • March 2nd, 2000 • Cable Systems Holding LLC • Blank checks
In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended, each of the persons named below agrees to the joint filing of a Statement on Schedule 13D (including amendments thereto) with respect to the common stock, par value $0.01, of IPC Communications, Inc., a Delaware corporation, and further agrees that this Joint Filing Agreement be included as an exhibit to such filings provided that, as contemplated by Section 13d-1(f)(1)(ii), no person shall be responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. This Joint Filing may be executed in any number of counterparts, all of which together shall constitute one and the same instrument.
BETWEENAgreement and Plan of Merger • April 27th, 1998 • Cable Systems Holding LLC • Telephone & telegraph apparatus • Delaware
INVESTORS AGREEMENT dated as of December 18, 1997 among IPC INFORMATION SYSTEMS, INC. CABLE SYSTEMS HOLDING, LLC AND CERTAIN OTHER PERSONS NAMED HEREINInvestors Agreement • December 30th, 1997 • Cable Systems Holding LLC • Telephone & telegraph apparatus • Delaware
Exhibit 1 Joint Filing Agreement In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended, each of the persons named below agrees to the joint filing of a Statement on Schedule 13D (including amendments thereto) with...Joint Filing Agreement • April 27th, 1998 • Cable Systems Holding LLC • Telephone & telegraph apparatus
In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended, each of the persons named below agrees to the joint filing of a Statement on Schedule 13D (including amendments thereto) with respect to the common stock, par value $0.01, of IPC Information Systems, Inc., a Delaware corporation, and further agrees that this Joint Filing Agreement be included as an exhibit to such filings provided that, as contemplated by Section 13d-1(f)(1)(ii), no person shall be responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. This Joint Filing may be executed in any number of counterparts, all of which together shall constitute one and the same instrument.
Joint Filing AgreementJoint Filing Agreement • May 22nd, 1998 • Cable Systems Holding LLC • Telephone & telegraph apparatus
In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended, each of the persons named below agrees to the joint filing of a Statement on Schedule 13D (including amendments thereto) with respect to the common stock, par value $0.01, of IPC Information Systems, Inc., a Delaware corporation, and further agrees that this Joint Filing Agreement be included as an exhibit to such filings provided that, as contemplated by Section 13d-1(f)(1)(ii), no person shall be responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. This Joint Filing may be executed in any number of counterparts, all of which together shall constitute one and the same instrument.
